Introduction And Acceptance Of Terms
(a) This agreement is made between you and Richer Sounds PLC whose registered office is at Richer House, Hankey Place, London SE1 4BB (“we” “us” “our”).
(b) We intend to operate a nationwide new artist online platform (“the Platform”) which will allow recordings of musical performances by unsigned artists to be listened to and, from time to time, voted on by listeners. The official website of the Platform is found at www.richerunsigned.com (“the Website”).
(c) By proceeding beyond this point you are confirming on behalf of yourself and, if you are a member of a group, each person in that group, (in either instance, “the Artist”) that you wish to participate in the Platform and shall abide by its rules and the terms of this agreement. You may not otherwise participate in the Platform nor upload content to the Website.
1. The Platform
1.1 We may publish rules for the Artist’s participation in the Platform on the Website, which we may update from time to time. Any changes to these rules shall take effect when notified to you by email or when you next access the Website, except for those rules which affect your rights in recordings which shall be subject to your acceptance from time to time.
1.2 You shall comply with all rules of the Platform.
1.3 We shall have the unfettered discretion to suspend the Platform or disable any part of it as we see fit, including disabling or resetting any voting system that we believe may be compromised by bugs and/or forms of vote-rigging.
1.4 Where we invite certain contributors to the Platform to perform live, such selection is made in our sole discretion, and we may have regard (without limitation) to the suitability of the contributor’s music to the intended venue.
2. Use of Your Recordings
2.1 You shall own the copyright in all recordings you upload to the Platform (“the Recordings”).
2.2 Recordings may be made available from the Platform via our upload partner, currently Soundcloud (“Upload Partner”). You shall abide by all terms and conditions required by the Upload Partner and, if required to be a member of the Upload Partner’s website, you shall maintain such membership throughout your participation in the Platform.
2.3 You grant us the right to make available, through the Upload Partner’s streaming facility or otherwise, on demand streams of the Recordings from the Website and to allow listeners to vote, comment or link to such Recordings for as long as you participate in the Platform.
2.4 We may keep a copy of any Recordings that are uploaded to the Platform but we shall not commercially exploit any Recordings without your consent. Notwithstanding the foregoing, any advertising or paid for links at the Website shall not constitute commercial exploitation.
2.5 In the event that you make any Recordings also available for commercial download from a download site, we may introduce a paid-for “click through” link from the Website. You shall be entitled to keep all income you derive from the sale of the download, and we shall be entitled to retain any click through payments.
2.6 We may remove any Recording from the Platform in our sole discrection without notice to you.
3. Warranties and Liability
3.1 You warrant on behalf of yourself and each member of the Artist that our use of the Recordings shall not infringe the rights of any third party, and you will keep us fully indemnified against any claim made against us in respect thereof. Without limitation to the foregoing, you warrant that none of the Artist are under any exclusive recording agreement or exclusive licence that would prevent you from granting us the right to deal with the Recordings.
3.2 You warrant that the Artist is the sole owner of the Recording and that any underlying copyright works may be exploited as provided under this agreement without further payment to any party, including (without limitation) any performance or mechanical fees for the underlying composition, which you warrant have been written solely by the Artist.
3.3 We shall not be liable to you by reason of any representation (unless fraudulent) and all warranties, conditions and other terms implied by law are excluded to the fullest extent permissible, provided always that nothing shall limit our liability to you in respect of negligently caused death or injury.
3.4 We shall not be liable for any loss of profit or any indirect special or consequential loss, damage, costs, expenses or other claims (whether caused by our negligence or otherwise) which arise out of or in connection with the Platform, including any negative comments or voting practices.
3.5 Where we offer a prize or other incentive for you to contribute to the Platform, all such incentives are voluntary and do not constitute offers. We may substitute or withdraw such incentives at any time without notice in our sole discretion.
4.1 You shall not at any time do any act which may be offensive or injurious to other users of the Platform, nor engage in any threatening behaviour, nor copy any other recording or material that is not your own
4.2 You shall not engage in any activities designed to interfere with the fair and impartial operation of any voting system available at the Platform.
5. Personal Data and Membership of the Website
5.1 It is a condition of the use of the Platform that the Artist maintain a profile on the Website and its membership thereof.
5.2 Any personal data relating to you or the Artist collected via the Website shall be dealt with in accordance with the Privacy Statement available at the Website.
6.1 Each party warrants that it is free to enter and perform this agreement and indemnifies the other against any loss (including legal fees) that it may suffer resulting from the breach by the other party of any representation contained in this agreement.
6.2 This agreement represents the entire agreement of the parties in respect of its subject matter and replaces any previous agreement(s) relating to the subject matter.
6.3 The laws of England shall govern this agreement and the English Courts shall have exclusive jurisdiction.